Last modified: 28/01/2020
General Terms and Conditions for Advertising Services offered by S.W. Globoo Limited.
The following General Terms and Conditions (collectively the “terms”) govern the provision of web advertising services by S.W. Globoo Limited (“Globoo”) through the portal called “Emmeuno” (“The portal” or “Emmeuno”).
1. Conclusion of the Contract
With the acceptance of the Insertion Order and the consequent completion of the payment, the Customer declares to have read and fully accepted these General Terms and Conditions for advertising services of S.W. Globoo Limited.
The duration of the advertising campaign is limited to the period of time ordered by the Customer and described in the Insertion Order, calculated from the first day of service activation / publication of the advertisement on the portal, until the expiry date of the advertising period indicated in the insertion order.
3. Service Conditions
The Customer acknowledges and agrees that the services provided by Globoo are not deemed exclusive and therefore Globoo has the right to provide the same services to competitors of the Customer. It is also understood that Globoo, while striving to accommodate Customers’ preferences as far as technically possible, reserves the right to determine the position of each advertisement.
The Customer undertakes to timely provide to Globoo all Ad material necessary for publication and distribution of the ads via e-mail to email@example.com, according to the formats and technical specification set forth in the agreement, and understands that Customer’s failure to provide the materials in the abovementioned ways constitutes a breach of contract, pursuant to Article 1218 of the Italian Civil Code, and entitles Globoo to receive the whole amount owed under the agreement.
Globoo will confirm via e-mail the receipt of the correct advertising material. In the same email, the service activation date will be determined, which shall not, in any event, exceed 15 days from the date of the above mentioned communication.
If there has been an execution principle by both parties, failure of Customer to provide the necessary material entitles Globoo to receive the unpaid balance until the purchase price has been fully paid.
4. Termination of the contract
This contract can be terminated by both Globoo and the Customer, for well-founded reasons, by giving not less than 15 days written notice without prejudice to any rights that shall have accrued to the benefit of either Party prior to such termination. The intention to terminate the contract must be communicated clearly and explicitly via email, stating the reasons for termination. In the event this agreement is terminated, the Customer is not entitled to a refund.
This contract is, however, subject to termination when Customer fails to fulfill its contractual obligations defined in this agreement.
The Customer shall pay to Globoo the fee specified in the Insertion Order which together with these Terms and Conditions forms an integral part of the contract between the parties, under the terms indicated therein. In the event of late invoice payment, Globoo reserves the right to terminate the Contract by interrupting the diffusion of the Customer’s advertising and to claim any outstanding amounts due, plus interests on late payment as established by the regulations in force.
Upon payment of the established price, Globoo will issue a regular invoice. Payment may be made by bank transfer or PayPal directly to Globoo. The Customer shall send by e-mail the copy of the payment receipt together with the logo / advertising banner to be included in the portal.
6. Technical Features and Contents
The technical characteristics of the advertisments are specified in Annex “1” of this Agreement. All operations regarding the insertion of customer information and / or advertising material in the advertising space will be the full care and responsibility of Globoo. The Customer will assume a broader responsibility for the content, nature, quality and truthfulness of information, while Globoo is expressly exempt from any form of burden and liability in this regard.
7. Prohibited Content
Globoo, in its absolute discretion, reserves the right to refuse to publish any advertising in case:
1. deems that the advertisment (logo / brand) is prejudicial or a potential damage to its image or reputation or incompatible with its mission;
2. considers that the advertisement is unacceptable for reasons of general unsuitability.
In any event, ad placements including:
-illegal content, which promotes illegal activity or violates or allegedly violates the legal rights of third parties;
-content that infringes copyright, sells or promotes the sale of counterfeit products;
-content that incites, directly or indirectly promotes gambling in all its forms;
-propaganda content having a political or tradeunion nature;
-sexually explicit content and content promoting the production or distribution of child pornography, pornographic or sexually explicit material;
-dangerous and derogatory content such as offensive messages, including expressions of fanaticism, racism, violence, hatred, threats or particularly sensitive content will be rejected.
The Customer shall be exclusively liable for all lawsuits relating to both the advertisement and the products and materials that the Customer decides to connect with. The Customer declares and guarantees that the use, reproduction, distribution and transmission of the advertisement does not violate any principle of Italian law or any third party rights, including, but not limited to violations and misappropriation of any copyright, registered trademark, title, business secret, music, images or any property or property right. The Customer agrees to a non-prosecution agreement with Globoo for any matter concerning the advertising and link content. The Customer also relieves Globoo from any legal costs related to the sponsorship, the link and its publication on the Globoo portal, assuming full responsibility and the charges deriving from any third party actions against Globoo, caused by the publication of its advertisement . The Customer may not transfer its obligations assumed with the request of sponsorship to third parties, as well as the rights and obligations deriving from the Insertion order. All responsibilities and obligations inherent and consequent to the advertisement are borne by the Customer.
9. Suspension of the Service
Globoo preserves the right to temporarily or permanently suspend the performance of its contractual obligations because of the occurrence of a force majeure event, or for an event that may justify the termination of the contract, for website maintanace, improvement and up-grading works, and for the imposition of competent authorities. In such cases, the rights accrued by the parties, including the right to reimbursement of shares / portions of any amount paid shall remain unaffected.
If Customer intends to insert information and / or images contrary to public order and morality on the portal or on its website linked to the portal, the contract must be considered legally terminated pursuant to Article 1456 of the Italian Civil Code, without Globoo being required to offer reimbursement and without prejudice to any other course of action by Globoo.
10. Logo protection
Customer shall provide Globoo with its own logo in use for the publication of advertising material on the portal subject to the Insertion order, for the sole purpose of promoting the image and the products of the Customer. The use of the logo is not transferable.
Globoo, as a utilizer, undertakes the obligation to:
- use the logo within the limits set and in accordance with its intended purpose of fulfilling the contractual obligations and providing the service requested by the Customer; refrain from any activity that may cause damage (either directly or indirectly) to the logo and the customer.
The authorization for use of the logo expires with immediate effect:
– upon expiration of the contractual relationship,
– upon termination of the contract.
11. Discrepancies and Complaints
Any discrepancies between what is provided by the Customer and what is published on the portal must be promptly communicated to Globoo, in writing, also by e-mail, within 7 working days of the publication. Any discrepancies found and reported do not constitute grounds for termination of this contract, which will, however, be considered concluded. In case of reported discrepancies, Globoo shall make the necessary changes within 5 working days of receipt of the report; however, under no circumstances does this imply that Customer can claim any compensation. Globoo cannot be held responsible for short malfunctions of the services caused by website maintenance, technical failure, server failure, or any other type of issue on routers, telephone lines, telematic networks, etc. of its own or owned by companies selected for the provision of such services. Globoo assumes no responsibility for disservices, interruptions of services and / or damages attributable to force majeure such as natural and / or socio-political events.
All communications related to the contract shall be in writing and sent to firstname.lastname@example.org
13. Cession of the Contract
This contract and the services provided therein may not be transferred by the Customer to third parties, except with the express prior written consent of Globoo, which in its sole discretion determines whether to grant it or not.
14. Regulatory law and Jurisdiction
This contract is regulated by the Italian law. Any disputes will be subject to the jurisdiction of the court of the Customer.